Death Battle: Ben 10 vs Generator Rex
by Life Savior
Summary: When was the last time I posted something...oh yeah! It was when I promised Sephiroth vs Vergil then left you all the dust like an asshole.


**I do not own Ben 10 or Generator Rex.**

 **For this fight I will be examining only the original 10 aliens. Because if I tried examining all of them...Holy shit. Also since Ghostfreak did escape the Omnitrix and Ben didn't have access to him for a while I'll be going with Cannonbolt instead.**

 **Just for convenience of the fight it'll seem like Ben has the Master Controls unlocked, but in the actually analysis he won't have them.**

 **Since they have had a crossover any knowledge that they have of each other will be considered.**

 **So when I said that I'd finish this before winter break ended, my break goes on until...tomorrow actually. Probably should've mentioned that.**

* * *

 **Ben 10 vs Generator Rex**

Wiz: These two heroes of worlds did battle before but never finished, now it is time to finish what they started.

Boomstick: Ben 10, the wielder of the omnitrix,

Wiz: and Generator Rex, the living weapon.

Boomstick: He's Wiz and I'm Boomstick,

Wiz: And it's our job to analyze their weapons, armor, and skill to find out who would win a Death Battle.

 **Ben 10**

Wiz: There is a name known through out the galaxy, possibly the universe, of a hero. A young man who has put his life on the line on more than a few occasions in order to protect the universe.

Boomstick: And he just won't shut up about it.

(Roll a clip of how many times he has talked about saving the universe)

 **Background**

 **Full name: Benjamin Kirby Tennyson**

 **Current age: 16**

 **Wielder of the Omnitrix**

Wiz: For the first ten years of his life Benjamin Kirby Tennyson was a pretty normal kid...whose grandfather just so happened to be a former intergalactic police officer.

Boomstick: And one of the best. So great that one of the smartest beings in the universe trusted him with the most powerful weapon he ever created, even after he retired.

Wiz: Azmuth had created a device that would allow it's user to transform into one of the many aliens in the known universe. He called it the Omnitrix. He had intended to give this powerful new creation to Max Tennyson, however there were a few complications when Vilgax, one of the most dangerous warlords ever known, attempted to take it for himself.

Boomstick: Which didn't really go to well for him. But thanks to his interruption the ship bringing the Omnitrix to Earth crashed, and miraculously landed in the same area as Max. It just didn't get to him.

Wiz: Instead it got into the hands of Ben and gave him something that no 10 year should ever have. The ability to transform into ten different aliens.

Boomstick: What's with this show and 10? Do they have an "Everything comes in 10" rule?

Wiz: Regardless, Ben has proven time and time again that even if the watch wasn't intended for him it was no disaster. In fact Azmuth himself trusted Ben with the Omnitrix so much that he allowed him to have multiple different variations of it. Hell, he even uses two at the same time in the future.

Boomstick: Why do I feel like that would cause a lot genetic problems for him.

Wiz: Using the power of this device Ben has saved quite a number of people and defeated some of the most dangerous beings in the universe.

 **Transformations**

 **Heatblast- Pyrokinesis, Flight**

 **Wildmutt- Highly Attuned Senses**

 **Diamondhead- Crystal Manipulation, Body Alteration**

 **Four Arms- Super Strength**

 **XLR8- Super Speed**

 **Upgrade- Technology Possession and Manipulation**

 **Graymatter- Super Intelligence**

 **Stinkfly- Flight,**

 **Cannonbolt- Curl into a ball, Armor plating**

 **Ripjaws- Powerful jaws, Aquatic Form**

With Heatblast has control over fire and can use it for self-propelled flight. He can ride around on a self-created meteor using earth in his environment.

Boomstick: My favorite is Wildmutt, mostly because he reminds me of my childhood dog who didn't have eyes. It...may or may not have been my fault. I don't like to talk about it.

Wiz: Wildmutt may not have vision, but his other senses are so attuned that he can make a 3D map of his surroundings in his head. There is also Diamondhead, an alien made entirely of, you guessed it, diamond. He can also create and control diamond and even change and manipulate his body into various weapons.

Boomstick: XLR8 is super fast and can think fast to input millions of combinations into a lock in just a few sec-Oh my God! I just realized why they spell his name like that!

Wiz: I mean, it was pretty obviou-

Boomstick: My mind is blown!

Wiz:...Stinkfly is able to take to the skies and can spit a special adhesive that can stop most opponents in their tracks. Upgrade is a technological life form that can take control of technology and morph it into whatever he wants.

Boomstick: And he can shoot lasers out of his eye!...mouth? Face?...He can shoot lasers.

Wiz: Ripjaws is an aquatic life form with jaw strength that tear though metal with ease.

Boomstick: Then there is Cannonbolt, who can roll up into a ball...

Wiz: A ball that can break through concrete and survive planetary reentry.

Boomstick: There is also a Wiz inspired alien called Greymatter,

Wiz: Wow, Boomstick. That's actually very kind of you to say-

Boomstick: Because he's just as short.

Wiz: OR because they're some of the smartest beings in the universe?

Boomstick: What? Oh yeah, sure. Then finally there is Four Arms, an alien strong enough to lift concrete pillars and can create powerful shock waves by clapping.

Wiz: The Omnitrix also has a few extra functions. By pressing the button on any of Ben's transformations he can change into a different alien, although he doesn't always have control over what he turns into. For him to have complete control he would need to activate the Master Controls, which allows him to transform at will into whatever he wants, even in his other forms. Unfortunately, he doesn't have this mode unlocked because Azmuth feels he isn't responsible enough to have it yet.

Boomstick: I feel like it's actually because he just wants to an asshole.

Wiz: The Omnitrix is also bound to his DNA so only he can use it while it is still connected to him and is almost impossible to remove. Though there are a few exceptions; one time a Doppelganger of Ben stole the Omnitrix from him, but Ben was able to get it back by pressing the switch to transform while his clone was wearing it.

Boomstick:...How?

Wiz: Using the powers of these aliens Ben has defeated some powerful foes throughout the years, including Vilgax who has defeated ten champions from ten different worlds in order to conquer them.

Boomstick: Do you see what I mean!? It's a conspiracy at this point!

 **Feats**

 **Defeated the Great One**

 **Defeated Vilgax by himself**

 **Fended off Kevin 11 after absorbing the Ultimatrix**

 **Fought off multiple alien invasions**

 **Survived an alien battle dome**

 **Survived fighting Daigon**

Wiz: He has fought an army of mushroom creatures, destroyed the Great One and stopped it from consuming the world, and has survived being in the Null Void with both Vilgax and Kevin 11 pursuing him.

Boomstick: The Null Void-whosit now?

Wiz: It's basically an alternate dimension that is used as a prison for the most dangerous alien lifeforms ever. Granted Ben did have the master controls unlocked at the time so that did make it a little bit easier for him.

Boomstick: Speaking of which Ben doesn't exactly have full control of the Omnitrix. It has a timer that will turn him back into a human in order to conserve power, and the timer can be a little bit inconsistent.

 _Omniverse: Hot Stretch_

 _"How long does that take?"_

 _"Uh, 15 minutes or so."_

 **Literally 6 and half minutes later**

 _Transforms_

 _"First, I make you weightless, then-"_

 _Immediately times out_

 _"Then I time out."_

 **Weaknesses(Alien Specific)**

 **Heatblast- Water Exposure**

 **Wildmutt- Overwhelming Senses**

 **Graymatter- Very small, little combat** **efficiency**

 **Stinkfly- Can't swim, can't fly if wings are wet, fragile wings**

 **Upgrade- Electricity, Electromagnetic pulses, will be harmed if the technology he's possessing is damaged**

 **Cannonbolt- Very top-heavy, easily falls over**

 **Ripjaws- Can only stay out of water for a short time.**

Boomstick: Also a lot of the time when Ben tries to pick a alien it gives him the complete wrong one and if he takes too much a beating he'll turn back to his human form.

Wiz: Yes, the Omnitrix is quite powerful but it's not the perfect weapon. Mostly because it wasn't intended to be a weapon. Azmuth originally intended for it to be a means for all intelligent life to see through the eyes of other species, and yet he thought it was a good idea to add a self-destruct switch that would've created an explosion powerful enough to destroy the entire universe.

Boomstick: Azmuth does seems a bit paranoid.

Wiz: Ben is also overly reliant on the Omnitrix, and refuses to train in his human form should the watch ever fail him. Still, Ben has helped save the world on multiple occasions and overcame impossible odds. Even with all of the Omnitrixes flaws, Ben has always found a way to save the day.

 **Generator Rex**

Wiz: In the ongoing effort to relief human civilization of illness there are always risks to be taken that can end tragically.

Boomstick: But in this case it ended in a bit more than just tragedy. It started a full blown war!

Wiz: The Nanite Project was an operation lead by a team of scientists in developing microscopic machines called nanites, which would help eliminate disease, hunger, and essentially give everyone eternal life.

Boomstick: But things went bad when two of the scientists kid was seriously injured and they decided to inject him with the first operating batch of nanites. While it saved his life it also gave him the power to control technology.

Wiz: Even thought they had absolutely nothing to do manipulating technology.

Boomstick: And wouldn't you know it, the project was being funded by a shady group called the Consortium that saw the potential to use the nanites as weapons.

Wiz: In order to prevent them from turning the nanites into weapons of mass destruction the scientists blew up the laboratory they were being developed in. Unfortunately, they only ended up making it worse.

Boomstick: Turns out the nanites had spread throughout the entire planet instead of being destroyed.

Wiz: The nanites were then able to infect 99% of all living things on the planet.

Boomstick: Who was the 1%?

Wiz: A White Knight.

Boomstick: Figures.

Wiz: Instead of curing disease like they were originally intended to do the nanites, completely unexpectedly, created a new one.

Boomstick: Yeah, where people will randomly transform into giant monsters called E.V.O.s! Luckily, a militarized organization was formed to protect the world against these monsters.

(Providence being completely awful at their job)

Boomstick: Nevermind. They were f*cked.

Wiz: Providence did have an ace in the hole however. In order to face this these E.V.O.s all they needed was their own E.V.O.

Boomstick: And that's where Generator Rex takes the scene.

 **Background**

 **Full name: Rex Salazar**

 **Age: Unknown**

 **Half-human, half-E.V.O.**

Wiz: Rex Salazar was the very boy who was injected with the first batch of nanites, and hemay look like an ordinary kid, but he is one of the most powerful E.V.O.s in the world. Rex is a very special case where, instead of losing control of himself when he went E.V.O., he actually not only has full control of his actions, he also has full control of his nanites. By manipulating the nanites in his system, Rex is able to take control of any technology he touches, this includes other nanites.

Boomstick: Meaning that Rex is the only known way that an E.V.O. can be cured and reverted back to a human. However that's not the end of his powers. He can turn his body into a literal living weapon!

 **Powers**

 **Technopathy**

 **Healing Factor**

 **"Builds"**

 **-Smack Hands**

 **-Boogie Pack**

 **-Slam Cannon**

 **-Rex Ride**

 **-Punk Busters**

 **-BFS**

 **Omege-1 Builds**

 **-Blast Caster**

 **-Funchucks**

 **-Bad Axes**

 **-Block Party**

 **-Sky Slyder**

 **Full E.V.O. Form**

Wiz: By activating the part of his nanites that cause the severe mutations to turn people into E.V.O.s Rex is able to turn his body into various different weapons. Such as massive gauntlets with a drill mode, a fan-propelled jet pack that can fire grappling hooks, and a sword that can turn into a buzz saw.

Boomstick: He's got an arm cannon that uses pretty much anything as ammunition, even other people. He also has a hover bike that can reach super fast speed and even has a battering ram and some sort of pair super boots with retractable spikes on the bottom. Do those come in a size 10 by any chance?

Wiz: That's not the end. During the nanite experiment the scientists had created the Omega-1 nanite, a special machine that was capable of replicating nanites. Before the Nanite Event one of the scientists, Dr. Rylander, was given the Omega-1 for safe keeping, but when Providence and Rex were hot on his trail Rylander had injected the Omega-1 into Rex. One of the issues with Rex's nanites was that over usage can deplete his nanites and cause him to temporarily lose his powers, but with the Omega-1 that is all but a distant dream.

Boomstick: The Omega-1 also gave Rex a killer healing factor that can restart his heart and nullify deadly poisons. Actually, I guess that would be an anti-killer healing factor.

Wiz: In addition, the Omega-1 has given Rex the blueprints for new machines to build. The first is a whip that comes with a massive battery on his back.

Boomstick: Kinky.

Wiz: THAT can also generate an electric current through the whip itself.

Boomstick: Even more kinky.

Wiz: Oh, dear god... He also has a pair of massive nunchucks that can create an energy pulse when slamming them together.

Boomstick: He has a pair of axes called the Bad Axes, which-Oooohahaha! I see what they did there.

Wiz: That are strong enough to cut a fighter jet in a single slice. As well as the Sky Slyder, which is essentially a flying surf board.

Boomstick: At first Rex couldn't have more than one build active at a time, but he eventually learned how have two builds at a time for some pretty epic combos.

Wiz: Throughout his years fighting providence Rex has defeated plenty of giant monsters on a daily basis. Including an E.V.O. that was as tall as a building.

Boomstick: With the size of these monsters I feel like Rex could've gotten at least just a foot taller.

Wiz: Actually, all of Rex's builds are just parts of his true E.V.O. form.

Boomstick: Wait, so you're telling me that he could be a giant robot monster the entire time and he just doesn't!?

Wiz: Well the thing is the first time Rex used his true E.V.O. form he completely lost control of himself, and afterwards he wound up with a classic case of plot convenient amnesia. However, thanks to the Omega-1, when he rediscovered this power he had control over his actions and got an upgrade to this transformation.

Boomstick: With this form, Rex stands around 30 ft tall, he can shoot his arms like rockets, and he's strong enough to fight a robot God!

Wiz: Well technically it was a culmination of five bio-mechanical E.V.O.s with control over basic laws of physics, such as time, gravity, matter, energy, and some eleme-

Boomstick: Robot God!

Wiz:...Essentially, yes. However, this... Robot God did not have their full potential unlocked, and Rex could only defeat them when he unlocked the power that they had sought after, temporarily becoming the most powerful being in the universe.

Boomstick: And then he just decided to turn off the Meta-Nanites that made him so powerful, but not before curing almost every E.V.O. in the world. He's really come a long way, even if he is a bit hotheaded.

 **Weaknesses**

 **Reckless**

 **Emotional state can affect Nanites**

 **Over usage of Nanites**

 **Nanites can be taken out of his system**

Wiz: Rex can be very reckless going into battle and while it doesn't happen as much anymore, his emotional state can compromise his ability to create his machines.

Boomstick: Well, it's a good thing he's a moody teenager. Despite all that Rex has still been a major asset to ending the war on E.V.O.s.

 **Death Battle**

Wiz: Alright, the combatants are set. Let's end this debate once and for all.

Boomstick: It's time for a Death Battle!

 **Death Battle**

In a canyon by the Providence Base, Rex and Ben square off. Now, what do you do to start a fight to the death between two friends who literally fought together to save the entire planet?...You say-

 **Fight!**

Rex creates his Punk Busters and jumps into the air, aiming to land on Ben. Ben quickly rolls out of the way and transforms into XLR8. As Rex lands, Ben uses his super speed to get the drop on Rex. He runs around Rex so fast he creates a small tornado, all the while punching Rex whenever he can. Rex creates his Smack Hands and holds his hand in the path that Ben is in. Before he can react, Rex grabs Ben and throws him into the air. Ben transforms into Stinkfly to stop himself from falling. Ben is now flying over Rex and spits slime at Rex's feet and traps him. Ben shoots again and hits Rex in the face.

Rex: Oh man. This smells like (Insert "Bobo smells bad" joke).

Rex makes the Sky Slyder and breaks free from the slime. Rex flies after Ben and creates his Blast Caster. He wraps it around Ben and shocks him. Ben transforms into Four Arms to pry the whip off of him. Ben begins to fall but grabs the whip, bringing Rex down along with him. Rex looks back up and sees that they are about to hit a cliff. Rex disassembles his current builds then makes the Boogie Pack(Good lord, these names) to fly along the cliff. As Ben is falling he onto the cliff and begins to climb. Rex looks down and sees Ben then makes the Smack Hands again and uses their drill mode. He drills into the cliff, causing it to break apart and Ben to fall. He turns into Wildmutt and uses the falling rocks to climb up. Once Ben reaches the top Ben pounces on Rex. He grabs Ben with the Smack Hands and throws him off. Rex makes the Funchucks and tries to hit Ben, but Ben dodges and runs around Rex. Ben uses Wildmutt's senses to dodge all of Rex's attacks. Ben jumps into the air. As Rex looks up Ben turns into Cannonbolt. He rolls into a ball and crushes Rex. Ben jumps up and tries to do it again, but Rex uses his Punk Busters to kick him away. Ben flies so far that Rex has to use his Rex Ride to catch up with him. Ben lands in a lake and makes a giant splash. Green light fills the area where Ben landed as Rex shows up. Rex is hovering over the lake as Ben, now Ripjaws, jumps out, tears apart his machine, and forces Rex into the water. Rex, at the bottom of the lake, uses his Block Party create a dome shield that pushes away the water, giving him some air to breath. Ben finds him and slashes and bites at the shield. Letting one his arms go, Rex trades one of his Block Parties for the Slam Cannon, making his shield much smaller. The back of the Slam Cannon extends, grabs a piece of the ground, and loads the cannon. Ben notices and swims away, dodging Rex's shot. Rex continues to fire at Ben until he eventually hits him, sending him flying out of the water and far away from the lake. Rex uses his Boogie Pack to follow Ben. He flies back into the canyon where Ben landed but he can't seem to find him. Behind a small rock, Graymatter looks up at Rex turned away from him.

Ben: Great timing, Omnitrix. Real. Great. Timing.

Rex has his Bad Axes and is chopping through rocks to find Ben. He cuts through a rock that Ben is close, causing pieces of rubble to fall all around him. Rex notices and looks down to see Graymatter dodging all of the small rocks for dear life. Rex raises his ax and swings it down on Ben, who rolls out of the way completely unharmed. He slips down a crack in the ground as Rex tries to hit him again.

Rex: C'mon little guy! Come out and-

Green light flashes from the crack and deep underground Diamondhead busts through being carried by a still growing crystal pillar. Ben shoots diamond shards from hands at the surprised Rex. He creates his Smack Hands and protects his body from the shards, some of which embedding themselves into them. While Rex is focused on protecting himself he creates crystal pillar that slams into Rex's back and sends him flying past the pillar that Ben is standing on. He turns into Heatblast and flies after him. Ben shoots fire at him, but Rex protects himself with his Smack Hands. Rex crashes to the ground, and as Ben lands he transforms again. Looking up at Ben he sees that he has turned into Upgrade.

Ben: It's about time!

Ben lunges himself at Rex, trying to take over his nanites. But Rex creates his Boogie Pack and flies away.

Rex: I can't let him touch me!

Stopping at a cliff far above Ben, Rex creates his Slam Cannon, takes a chunk from the cliff, and shoots it at Ben. Ben shoots a laser of his eye(Whatever it is) and destroys the rock. The laser continues forward and towards Rex. Rex disassembles the Cannon and creates the Block Party to protect himself from the laser. Rex, with his shield still up, flies at Ben and tackles him with the shield, protecting himself from Upgrade taking him over. As he flies past Ben he goes another one and splatters Upgrade across the ground, who quickly reassembles. Rex tries for one more but Ben transforms into Four Arms and stops Rex in his place.

Ben: Enough is enough!

Ben punches through the shield, shattering it. He readies another punch and, before Rex can stop him, sends him flying into a cliff. Before Rex can escape he buried in rubble. Ben cautiously walks towards the rubble, but then the rocks are cleared by Rex transforming into his true E.V.O. form.

Ben: That's a new one.

Rex kicks Ben and sends him flying. He transforms into Stinkfly and flies back to Rex. Rex tries to land a hit on him but is unable to. Ben spits slime into Rex's eyes to distract him so that he use Stinkfly's stinger to stab him in the arm. Rex wipes the slime off of his face and points the fist that Ben is currently embedded into forward. Rex fires his fist with Ben still stuck on it. Ben struggles to get free until he transforms into XLR8 in order to free his tail. Ben jumps off the fist and runs back towards Rex. He climbs up to Rex's head and transforms into Cannonbolt and fires himself at Rex's face. Unbeknownst to Ben Rex's fist is returning and, while he's in the air, grabs him and reattaches to Rex's arm. Rex tries to squeeze Ben but a flash of light escapes from Rex's hands and Upgrade begins to take, creeping up Rex's arms.

Rex(To himself): No you don't!

Even as Ben takes over a few of Rex's nanites, he disassembles his E.V.O. form to stop Upgrade from gaining control. As the pieces of Rex's robot form fall Ben turns into Four Arms and lands on the ground. All of the parts crash to the ground kicking up dust everywhere. Ben claps his hands to create shock wave that clears up the dust. Ben looks around to find Rex, but is caught off guard by Rex zooming by on his Sky Slyder and getting punched by Rex's Smack Hands. As Rex flies away from him, Ben begins to chuck rocks at him, missing them all. He throws one more, but switches out his Smack Hands for the Slam Cannon and uses it to grab the in midair to use it as ammo. Rex fires it and it hits Ben in the face. Rex disassembles both machines and jumps in the air. While Ben is distracted, Rex touches the Omnitrix on Four Arms' shoulder and activates his nanites. He communicates with it and forces it to time as Ben throws him back before he turns back.

Ben: Oh come on! Not now! Not-

Ben is interrupted by the Omnitrix falling off of his wrist.

Ben: now...

Rex creates his B.F.S. and charges at Ben. Ben, without his watch, is powerless and gets stabbed through the chest.

 **K.O.!**

With his Punk Busters, Rex jumps away from the battlefield and accidentally crushes the Omnitrix.

Boomstick: Jesus Christ...

Wiz: Rex and Ben were both pretty even in a lot of ways, however in the end the deciding factor was both of their abilities to control technology.

Boomstick: Rex is able to hack into tech and take complete control over it by just touching it and seeing as it's been shown that Rex's nanites do affect the Omnitrix, and that it's still a machine, there's no reason to say he can't hack it and turn it off.

Wiz: As for Ben he can turn into Upgrade and take over Rex's nanites in order to turn them off, even the Omega-1. However, Rex's ability was a bit more reliable.

Boomstick: Considering the Omnitrix turns Ben into every alien except the one that he needs we can't say for certain that Ben would be able to turn into Upgrade and turn off Rex's nanites.

Wiz: Also Rex has seen what Upgrade is capable of and, if Ben were to get the right transformation, would avoid him at all costs until Ben turned back. As for Ben, he also knows about Rex's ability to control technology but Ben would have to be careful throughout the entire fight.

Boomstick: They've both told each other pretty much everything about their powers but Ben's were easier for Rex to exploit. Not to mention Rex had a few more new powers that Ben didn't know about, specifically his Full E.V.O. form. Whereas Ben's powers have stayed relatively the same. If he had something like the Ultimatrix that'd even the odds a bit, but again, Azmuth is an asshole who won't let him have it.

Wiz: And while some of Ben's aliens have advantages in certain categories, such as XLR8's greater speed and Cannonbolt's superior durability, Ben can't have these advantages at all times because he can only be in one of these forms at a time.

Boomstick: Plus, Ben would have to finish the fight quickly before the Omnitrix times out and then has to wait before he can transform again, whereas Rex can keep going for however long he wants thanks to the Omega-1 nanite.

Wiz: Yes, at the end of the day, all Rex really needed to do was stall long enough for the Omnitrix to time out, then there really wouldn't be much that Ben can do.

Boomstick: Looks like Ben's time was up.

Wiz: The winner is Generator Rex.

* * *

 **Real quick, I just wanted to apologize that I couldn't get Sephiroth vs Vergil done before Screwattack could, but I had a whole lot of personal shit go done and I couldn't finish it. I was planning on finishing it during this winter break, but right before my break began they announced that they were doing it so I didn't want to do it if they were. I just wanted to do this one to try and make up for not giving you all the fight that I promised.**

 **I also wanted to say that I don't if I'll come back to doing more Death Battles, or even just posting anymore. That doesn't mean that won't, it just means that I don't if I will and I don't want to make anymore promises and then botched it all up again. I feel like that maybe I'll get a few more fights done just because I had a few ideas that I liked, but that's a big maybe.**


End file.
